MORTGAGES OF LAND. Mortgage to secure a debt, with power of sale; short form, 550. Mortgage to secure a debt (fuller form), Deed poll of mortgage, with power to Mortgage to executors, with power of sale, Mortgage of a lease, 559. Mortgagee's deed, under a power of sale, Mortgage deed without release of dower, etc., in use in Wisconsin, 574. South Carolina, 569. Mortgage to secure a bond with warrant, in use in Pennsylvania, 562. Mortgage deed in use in Maryland, 567. Mortgage deed (short) in use in Indiana, Mortgage deed with power of sale, in use Mortgage deed in use in Province of Mortgage deed for general use in the Dominion of Canada, 600. Trust deed to secure a debt, payable in Mortgage, satisfaction of, in use in New Mortgage of personal property, with Mortgage of personal property, with power of sale; another form, 652. Promissory note to be secured by mort Form of a note given for a chattel sold, Judgment note, with waiver, 198. PARTNERSHIP. Articles of copartnership between two Short form of articles of copartnership, 247. Certificate of a limited partnership, with PATENTS. Appeal to the examiner-in chief, 673. Oath to be appended to application for Disclaimer by an assignee, 678. Application for patents of designs, 680. Assignment of the entire interest in let- Assignment of an undivided interest, 684. Notarial, and notice of, 200. PROTEST. RECEIPTS AND RELEASES. Receipt for money, 150. Another form of receipt for money, 150. Mutual general release by indenture, 152. a composition, 152. Release of all legacies, 152. Release of a bond, it being lost, 153. Release of a covenant contained in an in- denture of lease, 155. Release in extinguishment of a power, 156. RECEIPTS AND RELEASES. General release of dower, 157. Release of dower to the heir, 157. Release of dower in consideration of an annuity given by will, 158. Release of dower when the husband of Release of right to lands, 160. Release of deeds of trust in Colorado, 581. SALES. Bill of sale of personal property, 132. SHIPPING. Bill of sale of vessel, 355. Shipping articles in common use, 361. Oath or affirmation of consignee or agent, Custom-house power of attorney, 366. Steamboat warrant, as used in the West- WILLS. A will, 781. Copy of a fuller form of, 782. BAILMENT. Bailment is a delivery of personal property by one person to another to be held for some special object or purpose, and to be returned when that purpose is accomplished. The person delivering the property is called the bailor; the one receiving it, the bailee. Bailments may be divided into three classes: those which are for the benefit of the bailor or some one whom he represents; those which are for the benefit of the bailee or some person whom he represents; and those which are for the benefit of both the bailor and bailee. In the first class, the bailee is required to exercise only the slightest care and is responsible only for gross negligence. In the second class, he is required to exercise the greatest care and is liable for the slightest neglect. In the third class, he is required to exercise only ordinary care and is responsible only for ordinary neglect. What is or is not proper care in any given case depends largely upon the character of the property and other attendant circumstances; what would be ordinary care in the case of a barrel of flour might be gross negligence in the case of a valuable jewel or picture. Where a person undertakes to keep another's goods without pay, if he acts in good faith and looks after the property as if it were his own, he is not responsible for the loss or injury of the goods, and is liable only for bad faith or gross negligence. But, of course, this arrangement can be varied by agreement or by circumstances. And if some service is to be rendered by the bailee implying peculiar care or skill on his part, as where a watchmaker undertakes gratuitously the repair of a watch, he is responsible if he does not exercise the ordinary degree of care and skill required for that purpose. On the other hand, a man who borrows goods is responsible for the slightest negligence resulting in injury or loss. Should he use the property he borrowed for any different purpose than that for which it was lent, or permit another person to use it or keep it beyond the time limited, then he is liable for anything that may happen to the property. And he cannot keep the property as a set-off to a claim against the bailor. Common carriers, commission merchants, warehousemen and pledgees are examples of bailees of the third class. In all bailments of this kind the benefits are reciprocal. The contract is advantageous to both parties, and they stand on an equal footing. The bailee therefore is responsible only for the exercise of ordinary care and diligence.-See "Common Carriers" ante p. 258. Inn-keepers also are bailees but their responsibilities are governed by special rules. See ante p. 276. In all cases of bailment the general title to the property bailed remains in the bailor, but the bailee has a right to the possession of it as against every one else, and may sue any third person who interferes with his possession. He may even sue the owner if the latter has wrongfully taken the goods from him, as for instance if a pledgor has taken possession of the property pledged without paying his debt. When the purpose of the bailment has been accomplished the bailee must return the goods to the bailor or to his duly authorized agent. Where the bailment has been made by several persons jointly he cannot return the property to one without the consent of the other. As a general rule he cannot dispute the bailor's title. If, however, the bailor is not the owner, and the real owner demands the property, the bailee must surrender it to the latter, notwithstanding the bailment, and he may have to decide at his peril who the real owner is; but if he has restored it to the bailor before receiving notice of the owner's title he is not responsible to the latter. A bailee who has received property or materials to be repaired or manufactured, has a lien upon the property for his service; so have inn-keepers, common carriers, and warehousemen for their charges, but if the bailee parts with the possession of the property the lien is lost. The extent of these liens and the manner of enforcing them by sale or otherwise is regulated by statutes in most of the States. CORPORATIONS: PERSONAL LIABILITY. Corporations have now almost entirely displaced all other forms of business enterprises. The ease with which they are managed, and the limitation of liability of those participating in them, are probably the reasons for their great popularity and the great increase in their development. All the States in the Union now have extensive statutes regulating the formation and specially governing the actions of corporations. Persons desiring to form a corporation should seek the advice of a competent lawyer, to make sure that all acts have been done according to law and insure against heavy penalties and liabilities. What is of most importance to the average person is a clear understanding of his liability either as a stockholder, an officer, or a director of a corporation. Indeed, few people realize the possibility of losses that may come upon one from the mere assumption of the rights of a stockholder, or the acceptance of a position as an officer or director, in a corporation. Our object here is to (1) give the rights, powers, and duties of a stockholder, and his liabilities; (2) the rights, powers, and duties of a director, and his liabilities; (3) the rights, powers, and duties of an officer, and his liabilities. In general, the stockholder is legally the man who controls the situation. The right to mortgage real estate, to reduce or increase capital stock, or to remove directors or officers, is almost always in the hands of the stockholders. They have also the right to examine the books, records, and papers of the corporation, and in general can amend or alter the charter. The stockholders elect the directors, and in some instances the officers, and have the power to amend or alter the by-laws. Liabilities of Stockholders. The main distinction between a partnership and a corporation exists in the different liabilities of those who take part. A corporation is really an extended partnership, the stockholders representing partners. And the advantage a stockholder has over a |